Ryan v Twilio Ireland Ltd (Approved)

Factual and Procedural Background

This is an ex tempore judgment delivered by Judge Egan on 8 December 2025. The Plaintiff commenced proceedings against her employer, Company A, for breach of contract, penalisation contrary to the Protected Disclosures Acts 2014–2022 and associated wrongs. The Plaintiff had instructed Company B (her former solicitors) on a contingency ("no foal, no fee") basis but terminated Company B's retainer on 12 August 2025. Company B declined to release the client file, asserting a common law lien for unpaid fees; they informed the Plaintiff that a bill of costs had been referred to legal cost accountants and that they could not come off record until after the civil courts' vacation. The Plaintiff contends that the lien is unenforceable because no valid section 150 legal costs notice under the Legal Services Regulation Act 2015 was issued and because the service provided was unsatisfactory; she has made a complaint to the Legal Services Regulatory Authority (the LSRA). The Plaintiff says the non-release of the file obstructs her representation in active High Court proceedings and materially hinders her response to an imminent redundancy process initiated by Company A. She has identified a proposed replacement firm (Company C) willing in principle to act but which requires access to the file. The Plaintiff also made a GDPR subject access request to Company B on 30 September 2025; Company B responded on 3 October 2025 that it would extend the response time and expected to provide records by 30 December 2025, but no such response had been provided by the hearing date.

Legal Issues Presented

1. Whether the court should exercise its supervisory/equitable jurisdiction to interfere with Company B's common law lien and order delivery of the Plaintiff's file to Company C (or to the Plaintiff) despite the retainer having been terminated by the Plaintiff.
2. If delivery is ordered, on what terms and safeguards (undertakings, provisional payments, apportionment and timings) should the file be released so as to balance the interests of the litigant and the solicitor claiming lien?

Arguments of the Parties

Plaintiff's Arguments

• The Plaintiff contends Company B's common law lien is not enforceable because no valid section 150 legal costs notice pursuant to the Legal Services Regulation Act 2015 was issued.
• The Plaintiff alleges the services provided by Company B were unsatisfactory; she has complained to the LSRA about service quality and/or misconduct.
• The Plaintiff asserts that non-release of the file prevents her obtaining representation in active High Court proceedings and undermines her ability to respond to an imminent redundancy process by Company A.
• The Plaintiff made a GDPR subject access request to Company B and contends Company B has not responded within the statutory period.

Company B's (Former Solicitors') Arguments

• Company B resists release of the file and relies upon its common law lien over the client's property (the file) until fees are paid.
• Company B asserts that the "no foal, no fee" contingency arrangement was terminated when the Plaintiff discharged them and that they are therefore entitled to be paid for work done up to termination.
• Company B informed the court that they had referred the matter to legal cost accountants to draw up a bill of costs and that reasonable outlays should be discharged before release.
• Company B indicated willingness, in principle, to release the file to new solicitors on receipt of an undertaking to discharge their fees on settlement/award and to accept apportionment adjudication at the conclusion of the proceedings; they proposed a provisional outlay payment prior to release.

Table of Precedents Cited

Court's Reasoning and Analysis

The court proceeded by summarising the established legal principles and Law Society guidance:

• Confirmed that the solicitor's file is the client's property but that a solicitor has a common law lien over client property in the solicitor's possession until paid (Ismail).
• Noted that contingency ("no foal, no fee") arrangements are terminated when a client discharges the solicitor and that the original solicitor is entitled to fees for work done to date (Cadden).
• Recalled the law and guidance that, where the solicitor terminates the retainer, courts usually order handover subject to preservation of lien; where the client terminates, courts are generally less inclined to interfere but retain equitable jurisdiction to do so in appropriate circumstances (Donaghy, Treacy, Ahern, Mulheir, Slatter).
• Adopted the Donaghy/A v B balancing test: weigh the risk of depriving a litigant of material necessary to conduct the case against the interest of solicitors in being paid for work done; and consider a non-exhaustive list of factors (who ended the retainer, stage and nature of litigation, conduct of parties, balance of hardship, likely diminution of lien value).
• Applied those factors to the present facts: the Plaintiff had discharged Company B (a factor weighing against interference), but there was acute and imminent prejudice to the Plaintiff because of an impending redundancy process by Company A that could terminate her employment; the non-release risked irreversibly depriving the Plaintiff of the benefit of her proceedings and her ability to respond, with potential effects on her constitutional right to earn a livelihood and access to courts.
• Observed procedural and good-practice shortcomings by Company B: a bill of costs had not been furnished within almost four months of termination and the GDPR subject access request had not been adequately addressed within the statutory time frames; these factors weighed in favour of interference with the lien.
• Noted Company B's constructive approach in indicating willingness to release the file on undertakings to discharge fees on settlement/award subject to apportionment and an agreed costs accountant; the court regarded this as a practical basis for ordering release subject to conditions that protect both sides and the litigation.
• Concluded that, on balance, equitable considerations and the urgency of the Plaintiff's circumstances justified interference with Company B's lien, but that interference should be structured to protect Company B's legitimate interests by requiring undertakings, provisional outlay payments and mechanisms for apportionment and adjudication of fees at the conclusion of the litigation.
• Drafted orders accommodating two scenarios: (1) release to new solicitors (Company C) on specified undertakings and provisional funds to meet outlays; and (2) release directly to the Plaintiff if she complies with a set of prescribed steps (written authorisations to allow employer's solicitors to pay fees directly to Company B at conclusion, provisional outlay payment, and return undertakings at conclusion).

Holding and Implications

Holding: The court exercised its equitable supervisory jurisdiction and ordered the release of the Plaintiff's file subject to protective conditions. The core ruling is emphasized as follows:

ORDER FOR RELEASE OF FILE SUBJECT TO CONDITIONS

The court directed, in summary:

• If the Plaintiff instructs new solicitors (Company C), Company B must deliver the file to Company C subject to Company C giving an undertaking to hold the file and documents subject to Company B's lien, to return them at the conclusion of proceedings, and to discharge Company B's fees on settlement/award subject to agreement, assessment or adjudication and apportionment. Company C's undertaking should be conditional on not being discharged by the client and on sufficient monies coming into Company C's control to pay costs. A provisional payment of €1,500 plus VAT must be placed with Company C to discharge properly drawn outlays prior to release.
• If the Plaintiff requires release directly to her, she must follow specified steps (written request to Company B by 9 December 2025 authorising Company B to write to the employer's solicitors to arrange payment of agreed/assessed/adjudicated/apportioned fees directly to Company B at the conclusion of the litigation; acknowledgement re apportionment; provisional payment of €1,500 plus VAT to Company B; Company B to release the file within 48 hours of receipt of that sum). The Plaintiff must undertake to return the file to Company B at the conclusion of the litigation if requested.
• Apportionment of fees between Company B and any new solicitors is to be determined at the conclusion of the proceedings and, in default, adjudicated by an agreed costs accountant; both firms to discharge the costs accountant's fees as awarded. Reasonable outstanding outlays are to be discharged prior to release (and the provisional €1,500 plus VAT is to be used for outlays subject to later adjustment).
• The parties are directed to use best endeavours to secure transfer by close of business on 11 December 2025; the matter was re-listed for further directions following electronic delivery of the judgment.

Implications: The direct effect is that the Plaintiff will be able to obtain her file either through transfer to new solicitors or directly, but only upon compliance with precise undertakings, provisional payments and authorisations designed to protect Company B's entitlement to costs. The court did not purport to create a novel legal principle; rather it applied established authorities and Law Society guidance to balance the interests of the litigant and the solicitor claiming lien. No broader binding precedent beyond the application of existing authorities and equitable principles was created by this order.